HomeMy WebLinkAboutContract 30753 CITY SECRETARY
CONTRACT NO
STATE OF TEXAS §
COL:NTY OF TARRANT
TAX ABATEMENT AGREEMENT
This TAX ABATEMENT AGREEMENT ("Agreement") is entered into by and
between the CITY OF FORT WORTH, TEXAS (the "City"), a home rule municipal
corporation organized under the laws of the State of Texas, and KIMCO MONTGOMERY
PLAZA,L.P. ("Owner"), a Texas limited partnership, acting by and through KD Ft. Worth 1100,
Inc.,a Texas corporation and Owner's sole general partner.
The City Council of the City of Fort Worth("City Council") hereby finds and the City and
Owner hereby agree that the following statements are true and correct and constitute the basis upon
which the City and Owner have entered into this Agreement:
A. On June 15, 2004, the City Council adopted Resolution No. 3092, stating that the
City elects to be eligible to participate in tax abatement and including guidelines and criteria
governing tax abatement agreements entered into between the City and various third parties,
entitled "Tax Abatement Policy" (the "Policy"), which is attached hereto as Exhibit "A" and
hereby made a part of this Agreement for all purposes.
B. The Policy contains appropriate guidelines and criteria governing tax abatement
agreements to be entered into by the City as contemplated by Chapter 312 of the Texas Tax Code,
as amended(the"Code").
C. On July 6, 2004, the City Council adopted Ordinance No. 16014 (the
"Ordinance") establishing Tax Abatement Reinvestment Zone No. 47, City of Fort Worth, Texas
(the"Zone").
D. Owner owns certain real property located entirely within the Zone and that is more
particularly described in Exhibit `B", attached hereto and hereby made a part of this Agreement
for all purposes (the "Land"), which Land contains, among other things, a vacant eight-story
historic warehouse that was formerly used by Montgomery Wards (the"Warehouse").
E. Owner plans to undertake the Required Improvements, as defined in Section 1.1 of
this Agreement, in order to redevelop the Warehouse for mixed-use purposes and to construct new
retail and/or commercial space on the Land(the"Project").
F. Owner previously submitted an application for tax abatement to the City
concerning the contemplated use of the Land (the"Application"), attached hereto as Exhibit"C"
and hereby made a part of this Agreement for all purposes.
G. The contemplated use of the Land, the Required Improvements, as defined in
Section 1.1, and the terms of this Agreement are consistent with encouraging development of the
Pagel
Tax Abatement Agreement between
City of Fort Worth and Kimco Montgomery Plaza,L.P.
Zone and generating economic development and increased employment opportunities in the City,
in accordance with the purposes for creation of the Zone, and are in compliance with the Policy,
the Ordinance and other applicable laws, ordinances,rules and regulations.
H. The terms of this Agreement, and the Land and Required Improvements, satisfy the
eligibility criteria of the Policy for Commercial./Industrial Development Projects, as defined in the
Policy.
I. Written notice that the City intends to enter into this Agreement, along with a copy
of this Agreement, has,been furnished in the manner prescribed by the Code to the presiding
officers of the governing bodies of each of the taxing units in which the Land is located.
NOW, THEREFORE, the City and Owner, for and in consideration of the terms and
conditions set forth herein, do hereby contract, covenant and agree as follows:
1. OWNER'S COVENANTS.
1.1. Real Property Improvements.
1.1.1. Nature of Improvements.
As more particularly described in Exhibit "C", Owner shall expend at least
$42.5 million in Construction Costs to (i) cause the Warehouse to be redeveloped,
with a conversion of the ground floor into approximately 100,000 square feet of
retail, restaurant and commercial uses; the construction on floor 2 of ramp access to
a newly constructed parking garage structure on the Land; and the"dry-in"of floors
2-8 (i.e. new roof, new windows and necessary environmental remediation), so that
all space on those floors (other than that dedicated for common use or utility
services) may be used for a combination of commercial/retail and residential
purposes; and(ii) constrict approximately 165,000 square feet of newly constructed
space on the Land for commercial and/or retail uses (collectively, the "Required
Improvements"). For purposes of this Agreement, "Construction Costs" shall
mean Hard Construction Costs, as defined in Section 2.1.1.2, plus other related
costs incurred directly in connection with the Required Improvements, including,
without limitation, engineering fees, architectural fees and other professional,
development and permitting fees. The City recognizes that Owner will request bids
from various contractors in order to obtain the lowest reasonable price for the cost
of the Required Improvements. In the event that bids for the Required
Improvements are below $42.5 million in Construction Costs for work substantially
the same as that provided in Exhibit "C" and otherwise described in this
Agreement,the City will meet with Owner to negotiate in good faith an amendment
to this Agreement so that Owner is not in default for its failure to expend at least
$42.5 million in Construction Costs, with the understanding that the City's staff
will recommend, but cannot guarantee, approval of such amendment by the City
Council.
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Tax Abatement Agreement between
City of Fort Worth and Kimco Montgomery Plaza,L.P.
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1.1.2. Completion of Required Improvements.
Owner intends to undertake work on the Required Improvements in
accordance with the timeline set forth in Exhibit"C". Owner covenants and agrees
that construction of all Required Improvements shall be completed by August 1,
2007 unless delayed because of Force Majeure, in which case the August 1, 2007
deadline shall be extended by the number of days comprising the specific Force
Majeure ("Completion Deadline"). The Required Improvements shall be deemed
complete for purposes of this Section 1.1.2 as of the date that a certificate of
occupancy, whether temporary or final, has been issued for all of the Required
Improvements other than floors 2-8 of the Warehouse, and (i) all portions of the
Required Improvements that are designed for commercial and/or retail use are or
are available to be lawfully open for business to the general public and (ii) those
Required Improvements applicable to floors 2-8 of the Warehouse have been
completed. The confirmed date of issuance of a final certificate for all of the
Required Improvements shall be referred to hereinafter as the "Completion Date".
For purposes of this Agreement, "Force Majeure" shall mean an event beyond
Owner's reasonable control, including, without limitation, acts of God, fires,
strikes, national disasters, wars, riots, material or labor restrictions, and
unreasonable delays by the City in issuing any permits or certificates with respect to
the Required Improvements or inspecting any of the Required Improvements, but
shall not include construction delays caused due to purely financial matters
involving Owner, such as, without limitation, delays in the obtaining of adequate
financing.
1.2. Use of Land.
Owner covenants that the Required Improvements shall be constructed
substantially in accordance with the description of the Project set forth in Exhibit"C". In
addition, Owner covenants that following the Completion Date and for the remainder of
the Term, subject to Force Majeure, the Required Improvements shall be operated and
maintained for (i) a combination of commercial/retail and residential purposes on floors
2-8 of the Warehouse and (ii) for retail and/or commercial purposes elsewhere, which the
parties agree is consistent with the general purposes of encouraging development or
redevelopment of the Zone.
1.3. Employment Goal.
From and after the Completion Date, Owner will use commercially reasonable
efforts to cause at least 265 Jobs to be provided on the Land to individuals whose principal
place of residence is located within the corporate limits of the City.
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Tax Abatement Agreement between
City of Fort Worth and Kimco Montgomery Plaza,L.P.
2. ABATEMENT AMOUNTS,TERMS AND CONDITIONS.
The City will grant to Owner for a period of one (1) year a tax abatement on the Land and
on Tangible Personal Property taxable by the City and located on the Land, as specifically
provided in this Section 2 and subject to and in accordance with this Agreement (collectively, the
"Abatement"). The actual amount of the Abatement granted under this Agreement shall be based
upon the increase in value of the Land over its value for the 2004 tax year, which is the year in
which this Agreement was entered into, and upon attainment by Owner of certain employment,
contracting and spending benchmarks set forth in this Section 2. Because the Land comprises
approximately 72.55% of a larger parcel of property that, as of the execution date of this
Agreement, has not been separately replatted, the City and Owner agree that the 2004 base value
of the Land shall equal 72.55% of that of the real property described in and depicted on Exhibit
"D", attached hereto and hereby made a part of this Agreement for all purposes. For purposes of
this Agreement, "Tangible Personal Property" means any personal property that is owned or
leased by Target, including, without limitation, inventory, fixtures, store signage, checkout
stands, computers, cash registers and security and communications systems.
2.1. Amount of Abatement(Maximum of 100%).
Subject to Section 2.3 and Section 4 of this Agreement, the Abatement granted
hereunder may range up to a maximum of one hundred percent (100%) of the increased
value of the Land and up to a maximum of one hundred percent (100%) of the increased
value of taxable Tangible Personal Property located on the Land, and shall be calculated
as follows:
2.1.1. Base Abatement.
The base abatement provided hereunder shall be based on a combination of
(i) Owner's compliance with the requirements to construct and complete the
Required Improvements, as provided by and in accordance with Section 1.1 and (ii)
the degree to which Owner met construction spending goals with Fort Worth
Companies and Fort Worth Certified M/WBE Companies, as set forth in Sections
2.1.1.2 and 2.1.1.3 below (collectively, the "Base Abatement"). The Base
Abatement shall equal the sum of the percentages set forth in Sections 2.1.1.1,
2.1.1.2 and 2.1.1.3, so that if, for example, the sum of those percentages is ninety
percent (90%), the Base Abatement will equal ninety percent (90%) of the
increased value of the Land and ninety percent (90%) of the increased value of
taxable Tangible Personal Property located on the Land.
2.1.1.1. Completion of Required Improvements (65% of Base
Abatement).
Owner shall receive a sixty-five percent (65%) Base
Abatement if the Completion Date occurs by the Completion Deadline, as
provided by and in accordance with Section 1.1 of this Agreement. An
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Tax Abatement Agreement between
City of Fort worth and Kimco Montgomery Plaza, L.P.
Event of Default, as addressed in Section 4 of this Agreement, shall occur if
the Completion Date does not occur by the Completion Deadline.
2.1.1.2. Construction Expenditures with Fort Worth Companies
(Up to 25% of Base Abatement).
Owner shall receive a twenty-five percent (25%) Base
Abatement if twenty percent (20%) of all Hard Construction Costs for the
Required Improvements and any other improvements constructed on the
Land were spent by the Completion Date with contractors that are Fort
Worth Companies, as defined in Exhibit "A" (the "Fort Worth
Construction Commitment"). For purposes of this Agreement, "Hard
Construction Costs" shall mean the following site development and
building costs expended directly in connection with the Required
Improvements: actual construction costs, signage costs, contractor fees,
third party overhead and profit, and the costs of supplies and materials.
If the Fort Worth Construction Commitment is not met,
Owner will earn a lesser percentage toward the Base Abatement that is
based on the degree to which the Fort Worth Construction Commitment
was met, which lesser percentage shall equal the product of 25%
multiplied by a fraction, the numerator of which shall equal the number of
dollars in Construction Costs actually expended by or on behalf of Owner
for the Required Improvements and any other improvements constructed
on the Land with contractors that are Fort Worth Companies and the
denominator of which shall equal the Fort Worth Construction
Commitment. For example, if the Fort Worth Construction Commitment
was $5,000,000 and only $2,500,000 in Construction Costs for the
Required Improvements and any other improvements constructed on the
Land were spent with contractors that are Fort Worth Companies, then the
percentage toward the Base Abatement that Owner would earn pursuant to
this Section 2.1.1.2 would equal 25% x %z, or 12.5%.
2.1.1.3. Construction Expenditures with Fort Worth Certified
M/WBE Companies (Up to 10% of Base Abatement).
Owner shall receive a ten percent (10%) Base Abatement if
the fifteen percent (15%) of all Hard Construction Costs for the Required
Improvements, regardless of the total amount of Hard Construction Costs
so expended, were spent by the Completion Date with Fort Worth
Certified M/WBE Companies, as defined in Exhibit "A" (the "M/WBE
Construction Commitment"). The MJWBE Construction Commitment
has been approved by the City's Minority and Women Business Enterprise
Advisory Committee and satisfies Section 6.4 of the Policy.
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Tax Abatement Agreement between
City of Fort Worth and Kimco Montgomery Plaza,L.P.
If the MIWBE Construction Commitment is not met,
Owner will earn a lesser percentage toward the Base Abatement that is
based on the degree to which the M/WBE Construction Commitment was
met, which lesser percentage shall equal the product of 10% multiplied by
a fraction, the numerator of which shall equal the number of dollars in
Construction Costs actually expended by or on behalf of Owner for the
Required Improvements and any other improvements constructed on the
Land with contractors that are Fort Worth Certified M/WBE Companies
and the denominator of which shall equal the M/WBE Construction
Commitment. For example, if the M/WBE Construction Commitment
was $2,500,000 and only $1,500,000 in Construction Costs for the
Required Improvements and any other improvements constructed on the
Land were spent with contractors that are Fort Worth Certified M/WBE
Companies, then the percentage toward the Base Abatement that Owner
would earn pursuant to this Section 2.1.1.3 would equal 10%x 3/5, or 6%.
2.1.1.4. No Offsets.
A deficiency in attainment of one of the commitments set
forth in Sections 2.1.1.2 and 2.1.1.3 may not be offset by exceeding the
other commitment. In other words, if Owner exceeded the Fort Worth
Construction Commitment, as set forth in Section 2.1.1.2, by $5,000, but
failed to meet the M/WBE Construction Commitment, as set forth in
Section 2.1.1.3, by $5,000, the Base Abatement would still be reduced in
accordance with the methodology outlined in this Section 2.1.1.
2.1.2. Reduction Based on Failure to Meet Commitment for Supply and
Service Expenditures with Fort Worth Certified M/WBE Companies.
If during the Compliance Auditing Year, as defined in Section 2.5, Owner
failed to spend or cause to be spent at least $30,000 (or if the Completion Date
occurs on a date other than January 1 of the Compliance Auditing Year, an
amount equal to the product of$30,000 multiplied by a fraction, the numerator of
which is the number of days in the Compliance Auditing Year remaining after the
Completion Date and the denominator of which is 365) provided directly in
connection with the operation of the Required Improvements ("Supply and
Service Expenses") with Fort Worth Certified MIWBE Companies, then the
amount of Abatement granted hereunder on both the Land and Tangible Personal
Property will be reduced by the product of the number of dollars by which such
commitment was not met multiplied by two (2). In other words, subject to the
proration condition and formula set forth in the first sentence above, if only
$10,000 in Supply and Service Expenses were spent with Fort Worth Certified
M/WBE Companies during the Compliance Auditing Year, the Abatement on the
Land would be reduced by$40,000 (the $20,000 shortfall x 2) and the Abatement
on Tangible Personal Property would be reduced by $40,000. Determination of
compliance with the requirements of this Section 2.1.2 shall be based Eending
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Tax Abatement Agreement between -
City of Fort Worth and Kimco Montgomery Plaza,L.P.
for the entire calendar year. The commitment set forth in this Section 2.1.2 has
been approved by the City's Minority and Women Business Enterprise Advisory
Committee and satisfies Section 6.4 of the Policy.
2.2. Effect of Failure to Meet Commitment for Supply and Service Expenses.
Subject to Section 2.1.1.1 (providing for an Event of Default if the Required
Improvements have not been completed as required in accordance with this Agreement by
the Completion Deadline), the failure to meet any or all of the numerical commitments or
percentages, as the case may be, for Hard Construction Cost spending and supply and
service vendor contract spending, as set forth in Sections 2.1.1 and 2.1.2, shall result only
in the reduction of the percentage of Abatement available to Owner in the Abatement Year,
as defined in Section 2.5, and shall not constitute an Event of Default as defined in Section
4.1 of this Agreement or trigger the cure periods and remedies set forth in that Section 4.
2.3. Abatement Limitation.
Notwithstanding anything that may be interpreted to the contrary in this Agreement,
Owner's Abatement shall be based (i) on the increase in the real property value of the
Land, including the Required Improvements, since the 2004 tax year, up to a maximum
increase of$63,750,000 and (ii) on the increase in the value of Tangible Personal Property
taxable by the City and located on the Land since the 2004 tax year, up to a maximum
increase of$11,925,000. In other words,with regard to the real property tax Abatement on
the Land, if the value of the Land, including the Required Improvements, in the Abatement
Year exceeds the value of the Land in the 2004 tax year plus $63,750,000, Owner's
Abatement shall be capped and calculated as if the increase in the value of the Land since
the 2004 tax year had only been$63,750,000. For example, and as an example only, if the
value of the Land in the Abatement Year is $75 million over the value of the Land in the
2004 tax year, Owner would receive a maximum real property tax Abatement of one
hundred percent-(100%) of the taxes payable on real property with an increased value of
$63,750,000. Along the same lines, if the value of the taxable Tangible Personal Property
located on the Land in the Abatement Year is $15,000,000, Owner would receive a
maximum personal property tax Abatement of one hundred percent (100%) of the taxes
payable on taxable Tangible Personal Property located on the Land with an increased value
of$11,925,000.
2.4. Protests Over Appraisals or Assessments.
Owner shall have the right to protest and contest any or all appraisals or
assessments of the Land and/or improvements thereon.
2.5. Term of Abatement.
As more specifically set forth in Section 3.4, the City will audit Owner's
compliance with the terms and conditions of this Agreement as of the last day of the
calendar year in which the Completion Date occurs (the "Compliance Auditin ear")s
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Tax Abatement Agreement between
City of Fort Worth and Kimco Montgomery Plaza,L.P.
Taxes will not be abated during the Compliance Auditing Year. The Abatement given to
Owner hereunder will apply to the tax year beginning January 1 following the Compliance
Auditing Year and ending December 31 of the same year (the "Abatement Year").
Unless terminated earlier as provided herein, this Agreement shall commence upon
execution by both the City and Owner and shall expire on the date as of which the City has,
in accordance with Section 3.4, made a final determination of the amount of the Abatement
and such Abatement has been applied to Owner's tax bill for the Abatement Year (the
"Term").
2.6. Abatement Application Fee.
The City acknowledges receipt from Owner of the required Application fee of one
percent (1%) of the estimated Construction Costs of the Required Improvements, not to
exceed $15,000. If Owner diligently begins or causes to begin the undertaking of the
Required Improvements within one (1) year from the date of the Application (whether or
not Owner actually receives any Abatement), this Application fee shall be creditable in full
to the benefit of Owner against any permit, impact, inspection or other lawful fee required
by the City in connection with the Project, and any remaining amounts shall be refunded to
Owner.
3. RECORDS,AUDITS AND EVALUATION OF PROJECT.
3.1. Inspection of Land.
Throughout the Term of this Agreement, at no cost to Owner at any time during
normal office hours and following reasonable notice to Owner, the City shall have and
Owner shall provide access to the Land and any improvements thereon in order for the City
to inspect the Land and evaluate the Required Improvements to ensure compliance with the
terms and conditions of this Agreement. Owner shall cooperate fully with the City during
any such inspection and/or evaluation.
3.2. Audits.
The City shall have the right to audit, at no cost to Owner, the financial and
business records of Owner that relate to the Project and Abatement terms and conditions
(collectively, the "Records") at any time during the Term of this Agreement in order to
determine compliance with this Agreement and to calculate the correct percentage of
Abatement available to Owner. Owner shall make all Records available to the City on
the Land or at another location in the City following at least thirty (30) calendar days'
advance notice by the City and shall otherwise cooperate fully with the City during any
audit.
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Tax Abatement Agreement between r• -- -
City of Fort Worth and Kimco Montgomery Plaza,L.P.
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3.3. Reports and FilinPs.
3.3.1. Plan for Use of Fort Worth Certified M/WBE Companies.
Within ninety(90) calendar days following execution of this Agreement or
prior to the submission of an application by or on behalf of Owner for a building
permit to initiate construction of any of the Required Improvements, whichever is
earlier, Owner will file a plan with the City as to how the goals for the use of Fort
Worth Certified M/WBE Companies outlined in this Agreement will be attained.
Owner agrees to meet with the City's M/WBE Office and Minority and Women
Business Enterprise Advisory Committee as reasonably necessary for assistance
in implementing such plan and to address any concerns that the City may have
with such plan.
3.3.2. Monthly Spending Reports.
From the date of execution of this Agreement until the Completion Date,
in order to enable the City to assist Owner in meeting goal for construction
spending with Fort Worth Certified M/WBE Companies, Owner will provide the
City with a monthly report in a form reasonably acceptable to the City that
specifically outlines the then-current aggregate Hard Construction Costs expended
by and on behalf of Owner with Fort Worth Certified M/WBE Companies for
construction of the Required Improvements. Owner agrees to meet with the
City's M/WBE Office and Minority and Women Business Enterprise Advisory
Committee as reasonably necessary for assistance in implementing such plan and
to address any concerns that the City may have with such plan.
3.3.3. Construction Spendine Report.
Within ninety (90) calendar days following the Completion Date, Owner
will provide the City with a report in a form reasonably acceptable to the-City that
specifically outlines the Construction Costs expended by and on behalf of Owner
for construction of the Required Improvements, together with supporting invoices
and other documents necessary to demonstrate that such amounts were actually
paid by Owner, including, without limitation, final lien waivers signed by
Owner's general contractor. This report shall also include actual Hard
Construction Costs expended by Owner for construction of the Required
Improvements with contractors that are Fort Worth Companies and with
contractors that are Fort Worth Certified M/WBE Companies, together with
supporting invoices and other documents necessary to demonstrate that such
amounts were actually paid by Owner to such contractors.
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Tax Abatement Agreement between - -
City of Fort Worth and Kimco Montgomery Plaza,L.P. + U+ Trr
9
3.3.4. Employment Report.
On or before February 1 following the end of the Compliance Auditing
Year, Owner shall provide the City with a report in a form reasonably acceptable
to the City that sets forth (i) the total number of employees who held Full-time
Jobs on the Land and who resided within the corporate limits of the City and (ii)
the total number of employees who held Full-time Jobs on the Land and who
resided in the Central City, all as of December 1 of the Compliance Auditing
Year, together with reasonable documentation regarding the residency of such
employees; and
3.3.5. Quarterly Supply and Service SpendiniY Report.
Beginning on the Completion Date and for the remainder
of the Term, within thirty (30) calendar days following the end of each calendar
quarter Owner will provide the City with a report in a form reasonably acceptable
to the City that specifically outlines the aggregate number of dollars expended in
the same calendar year with Fort Worth Certified M/WBE Companies for
supplies and services provided directly in connection with the operation of the
Required Improvements. Owner agrees to meet with the City's M/WBE Office
and Minority and Women Business Enterprise Advisory Committee as reasonably
necessary to address any concerns arising from the report. The City will use
fourth quarter report for the Compliance Auditing Year to determine whether any
reduction to the Abatement will be assessed pursuant to Section 2.1.4 hereof.
3.3.6. General.
Owner shall supply any additional information requested by the City that is
pertinent to the City's evaluation of Owner's compliance with each of the terms and
conditions of this Agreement. Notwithstanding anything to the contrary herein,
failure to provide all information required by this Section 3.3 shall not give the
City a right to terminate this Agreement, but will result in Owner's forfeiture of
the Abatement hereunder. All of the foregoing shall be subject to applicable
federal and state privacy laws and regulations.
3.4. Determination of Complianee.
On or before June 1 of the Abatement Year, the City shall make a decision and rule
on the actual percentage of Abatement available to Owner for the Abatement Year based
on the City's audit of the Records(including specifically, but without limitation, the reports
described in Section 3.3) and any inspections of the Land and/or the Required
Improvements, the City shall notify Owner in writing of the actual percentage of
Abatement to which Owner is entitled based on compliance with the commitments set forth
in Section 2.1.1 and any reductions assessed in accordance with Section 2.1.2. If Owner
reasonably disagrees with the City's decision and ruling, Owner shall notif e. i
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Tax Abatement Agreement between
City of Fort Worth and Kimco Montgomery Plaza,L.P. -
writing within fourteen (14) calendar days of receipt. In this event, Owner, at Owner's sole
cost and expense, may request an independent third party who is reasonably acceptable to
the City to verify the findings of the City within not more than thirty (30) calendar days
following receipt of Owner's notice to the City, and if any discrepancies are found, the
City, Owner and the independent third party shall cooperate with one another to resolve the
discrepancy. If resolution cannot be achieved, the matter may be taken to the City Council
for consideration in an open public meeting at which both City staff and Owner's
representatives will be given an opportunity to comment. The ruling and determination by
the City Council shall be final.
4. EVENTS OF DEFAULT.
4.1. Defined.
Owner shall be in default of this Agreement if(i) any of the covenants set forth in
portion or all of Sections 1.1 and 1.2 of this Agreement are not met; or(ii) ad valorem real
property taxes with respect to the Land or the Project, or ad valorem taxes with respect to
Owner's Tangible Personal Property located on the Land, become delinquent and Owner
does not timely pay such taxes or properly follow the legal procedures for protest and/or
contest of any such ad valorem real property or Tangible Personal Property taxes; or (iii)
subject to Sections 2.2 and 3.3.6 of this Agreement, Owner breaches any of the other teens
or conditions of this Agreement(collectively, each an"Event of Default").
4.2. Notice to Cure.
Subject to Section 6, if the City determines that an Event of Default has occurred,
the City shall provide a written notice to Owner that describes the nature of the Event of
Default. Owner shall have ninety(90) calendar days from the date of receipt of this written
notice to fully cure or have cured the Event of Default. If Owner reasonably believes that
Owner will require additional time to cure the Event of Default, Owner shall promptly
notify the City in writing, in which case (i) after advising the City Council in an open
meeting of Owner's efforts and intent to cure, Owner shall have one hundred eighty (180)
calendar days from the original date of receipt of the written notice, or (ii) if Owner
reasonably believes that Owner will require more than one hundred eighty (180) days to
cure the Event of Default, after advising the City Council in an open meeting of Owner's
efforts and intent to cure, such additional time, if any, as may be offered by the City
Council in its sole discretion.
4.3. Termination for Event of Default and Payment of Liquidated Damages.
If an Event of Default has not been cured within the time frame specifically allowed
under Section 4.2, the City shall have the right to terminate this Agreement immediately.
Owner acknowledges and agrees that an uncured Event of Default will (i) harm the City's
economic development and redevelopment efforts on the Land and in the vicinity of the
Land; (ii) require unplanned and expensive additional administrate :,0,Vfe.,Pae 1lTax Abatement Agreement betweenCity of Fort Worth and Kimco Montgomery Plaza,L.P. :i j
involvement by the City; and (iii) otherwise harm the City, and Owner agrees that the
amounts of actual damages therefrom are speculative in nature and will be difficult or
impossible to ascertain. Therefore, upon termination of this Agreement for any Event of
Default, Owner shall pay the City, as liquidated damages, all taxes that were abated in
accordance with this Agreement for the year in which the Event of Default existed and
which otherwise would have been paid to the City in the absence of this Agreement. The
City and Owner agree that this amount is a reasonable approximation of actual damages
that the City will incur as a result of an uncured Event of Default and that this Section 4.3 is
intended to provide the City with compensation for actual damages and is not a penalty.
This amount may be recovered by the City through adjustments made to Owner's ad
valorem property tax appraisal by the appraisal district that has jurisdiction over the Land.
Otherwise, this amount shall be due, owing and paid to the City within sixty (60) days
following the effective date of termination of this Agreement. In the event that all or any
portion of this amount is not paid to the City within sixty(60) days following the effective
date of termination of this Agreement, Owner shall also be liable for all penalties and
interest on any outstanding amount at the statutory rate for delinquent taxes, as determined
by the Code at the time of the payment of such penalties and interest (currently, Section
33.01 of the Code).
4.4. Termination at Will.
If the City and Owner mutually determine that the development or use of the Land
or the anticipated Required Improvements are no longer appropriate or feasible, or that a
higher or better use is preferable, the City and Owner may terminate this Agreement in a
written format that is signed by both parties. In this event, (i) if the Term has commenced,
the Term shall expire as of the effective date of the termination of this Agreement; (ii) there
shall be no recapture of any taxes previously abated; and (iii) neither party shall have any
further rights or obligations hereunder.
5. INDEMNIFICATION.
Owner understands and agrees that the City is not sponsoring the Project or creating any
kind of partnership or joint venture with Owner with regard to the Project, including, but not
limited to, the construction of the Required Improvements. It is expressly understood and agreed
that Owner shall operate as an independent contractor as to all aspects of the Project, and not as
an agent or representative the City. OWNER, AT OWNER'S OWN EXPENSE, SHALL
INDEMNIFY, DEFEND (WITH COUNSEL REASONABLY ACCEPTABLE TO THE
INDEMNIFIED PARTIES HEREIN) AND HOLD HARMLESS THE CITY, ITS
OFFICERS, AGENTS, SERVANTS, EMPLOYEES AND CONTRACTORS, FROM AND
AGAINST ANY CLAIM, LAWSUIT OR OTHER ACTION FOR DAMAGES OFANYKIND,
INCLUDING, BUT NOT LIMITED TO, PROPERTY LOSS, PROPERTY DAMAGE
AND/OR PERSONAL INJURY OF ANY KIND, INCLUDING DEATH, TO ANY AND ALL
PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE
EXTENT(i) CAUSED BY THE NEGLIGENT OR WILLFUL ACT(S) OR OMISSION(S) OF
OWNER, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS
Page 12
Tax Abatement Agreement between
City of Fort Worth and Kimco Montgomery Plaza,L.P.
AND/OR SUBCONTRACTORS, AND (ii) ARISING OUT OF, OCCASIONED BY OR
RELATED TO THE PROJECT OR THE CONSTRUCTION OF THE REQUIRED
IMPRO VEMENTS OR ANY OTHER PERFORMANCE OF THIS A GREEMENT.
6. EFFECT OF SALE OF LAND AND/OR REQUIRED IMPROVEMENTS.
Prior to the Completion Date, Owner may not assign, transfer or otherwise convey any of
its rights or obligations under this Agreement to a new owner of all or any portion of the Land
and/or Required Improvements and/or Tangible Personal Property taxable by the City and located
on the Land without the prior consent of the City Council, which consent shall not be unreasonably
withheld, conditioned on (i) the prior approval of the assignee or successor and a finding by the
City Council that the proposed assignee or successor is financially capable of meeting the terms
and conditions of this Agreement and (ii)prior execution by the proposed assignee or successor of
a written agreement with the City under which the proposed assignee or successor agrees in writing
to assume all covenants and obligations of Owner under this Agreement. Any attempted
assignment prior to the Completion Date without the City Council's prior consent shall constitute
grounds for terniination of this Agreement and the Abatement granted hereunder following ten(10)
calendar days of receipt of written notice from the City to Owner. After the Completion Date,
Owner shall have the right to assign, transfer or otherwise convey, in whole or in part, any of its
rights or obligations under this Agreement, including the right to receive the Abatement hereunder,
to any party without the consent of the City, with the understanding that Owner shall provide
written notice to the City within thirty (30) calendar days thereafter of the name of such party and
the name and telephone number of a contact person affiliated with such party if the party is not an
individual. Any lawful assignee or successor in interest of Owner of all rights under this
Agreement shall be deemed"Owner"for all purposes under this Agreement.
7. NOTICES.
All written notices called for or required by this Agreement shall be addressed to the
following, or such other party or address as either party designates in writing, by certified mail,
postage prepaid,or by hand delivery:
City: Kimeo:
City of Fort Worth Kimco Montgomery Plaza, L.P.
Attn: City Manager c/o Kimco Realty Corp.
1000 Throckmorton Attn:Barbara Briamonte
Fort Worth,TX 76102 3333 New Hyde Park Road, Suite 110
New Hyde Park,NY 11042
Page 13
Tax Abatement Agreement between
City of Fort Worth and Kimco Montgomery Plaza,L.P.
with copies to: with copies to:
the City Attorney and Kimco Montgomery Plaza,L.P.
Economic/Community Development c/o Weber& Company
Director at the same address Attn: John P. Weber
16000 Dallas Parkway#300
Dallas,TX 75248
Kimco Montgomery Plaza,L.P.
c/o Kimco Development, Inc.
Attn:Norm Brody
1111 Burlington Ave., Suite 113
Lisle, IL 60532
Wayne R. Miller,P.C.
Attn: Wayne R. Miller
16000 Dallas Parkway#300
Dallas, TX 75248
8. MISCELLANEOUS.
8.1. Bonds.
The Required Improvements will not be financed by tax increment bonds. This
Agreement is subject to rights of holders of outstanding bonds of the City.
8.2. Conflicts of Interest.
Neither the Land nor any of the Required Improvements covered by this Agreement
are owned or leased by any member of the City Council, any member of the City Plan or
Zoning Commission or any member of the governing body of any taxing units in the Zone.
8.3. Conflicts Between Documents.
In the event of any conflict between the body of this Agreement and Exhibit "C",
the body of this Agreement shall control.
8.4. Future Application.
A portion or all of the Land and/or Required Improvements may be eligible for
complete or partial exemption from ad valorem taxes as a result of existing law or future
legislation. This Agreement shall not be construed as evidence that such exemptions do not
apply to the Land and/or Required Improvements.
Page 14
Tax Abatement Agreement between
City of Fort Worth and Kimco Montgomery Plaza,L.P.
8.5. Estoppel Certificate.
Any party hereto may request an estoppel certificate from another party hereto so
long as the certificate is requested in connection with a bona fide business purpose. The
certificate, which if requested will be addressed to the Owner, shall include, but not
necessarily be limited to, statements that this Agreement is in full force and effect without
default (or if an Event of Default exists, the nature of the Event of Default and curative
action taken and/or necessary to effect a cure), the remaining term of this Agreement, the
levels and remaining term of the Abatement in effect, and such other matters reasonably
requested by the party or parties to receive the certificates.
8.6. Venue and Jurisdiction.
This Agreement shall be construed in accordance with the laws of the State of
Texas and applicable ordinances, rules, regulations or policies of the City. Venue for any
action under this Agreement shall lie in the State District Court of Tarrant County, Texas.
This Agreement is performable in Tarrant County,Texas.
8.7. Recordation.
Owner shall cause a certified copy of this Agreement in recordable form to be
recorded in the Deed Records of Tarrant County, Texas and shall be responsible for all
costs of such recordation.
8.8. Severability.
If any provision of this Agreement is held to be invalid, illegal or unenforceable,
the validity, legality and enforceability of the remaining provisions shall not in any way
be affected or impaired.
8.9. Headings Not Controlling.
Headings and titles used in this Agreement are for reference purposes only and
shall not be deemed a part of this Agreement.
8.10. Entirety of Agreement.
This Agreement, including any exhibits attached hereto and any documents
incorporated herein by reference, contains the entire understanding and agreement
between the City and Owner, their assigns and successors in interest, as to the matters
contained herein. Any prior or contemporaneous oral or written agreement is hereby
declared null and void to the extent in conflict with any provision of this Agreement.
This Agreement shall not be amended unless executed in writing by both parties and
approved by the City Council. This Agreement may be executed in multiple
Page 15
Tax Abatement Agreement between
City of Fort Worth and Kimco Montgomery Plaza,L.P.
counterparts, each of which shall be considered an original, but all of which shall
constitute one instrument.
8.11. Amendment.
This Agreement may be amended only by the written agreement of the City and
Owner.
IN WITNESS WHEREOF, the undersigned have caused this Agreement to be executed
as of the later date below:
CITY OF FORT WORTH: APPROVED AS TO FORM AND LEGALITY:
r
tr`-�
By: C By:
Dale Fisseler Peter Vaky
Acting Assistant City Manager Assistant City Attorney
Date: ( � M&C. C-20N-/ 7-6-o-
ATTEST:
By: A � 1�L>
City ecretary
Page 16 -
` 1V 1
Tax Abatement Agreement between ..I_ -r
City of Fort Worth and Kimco Montgomery Plaza,L.P.
��
STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, on this day personally appeared Dale Fisseler,
Acting Assistant City Manager of the CITY OF FORT WORTH, a municipal corporation
organized under the laws of the State of Texas, known to me to be the person and officer whose
name is subscribed to the foregoing instrument, and acknowledged to me that the same was the act
of the CITY OF FORT WORTH, that he was duly authorized to perform the same by appropriate
resolution of the City Council of the City of Fort Worth and that he executed the same as the act of
the CITY OF FORT WORTH for the purposes and consideration therein expressed and in the
capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this 4z qday of
cT er , 2004.
Notary Public in and for
the State of Texas
Notary's Printed Name
H)MMIS LANE
My cpMMISSiON EXPIRES
„� ' July 26,2007
Page 17 -
Tax Abatement Agreement between }�;
City of Fort Worth and Kimco Montgomery Plaza,L.P.
KIMCO MONTGOMERY PLAZA,L.P.,
a Texas limited partnership:
By: KD Ft. Worth 1100, Inc., ATTEST:
its sole general partner:
By: By:
Name: Daniel C. Slatte
Title: / Executive Vice President
Date:
By: J.P. Weber Com y ATTEST:
its nage
/ By By:
n P. eber
President
Date: rD• 1Q. d
STATE OF ILLINOIS §
COUNTY OF DUPAGE §
BEFORE ME, the undersigned authority, on this day personally appeared DANIEL C.
SLATTERY, known to me to be the person whose name is subscribed to the foregoing
instrument, and acknowledged to me that s/he executed the same for the purposes and
consideration therein expressed, in the capacity therein stated and as the act and deed of KD Ft.
Worth, 100,Inc.
GIXV N UNDER MY HAND AND SEAL OF OFFICE this day
of �' �i _ 2004.
Notary Public in and for
the State of �s��.�s:.,.����,.•�,�•.-.�-�:�.t
"(.il,j:lCj kL S# ,1,L"
�-1 �� J�i� W THERESA H.ZUr:CyWSKt
'� �1"`�A�U `{ Notary Pudic,Slate of Illirnis
Notary's Printed Name ti"y Cnmmiszljn Eap;rPs
Page 18
Tax Abatement Agreement between
City of Fort Worth and Kimco Montgomery Plaza,L.P.
STATE OF V §
COUNTY OF d IC(� - §
BEFORE ME, the undersigned authority, on this day personally appeared John P. Weber,
known to me to be the person whose name is subscribed to the foregoing instrument, and
acknowledged to me that s/he executed the same for the purposes and consideration therein
expressed,in the capacity therein stated and as the act and deed of J.P. Weber& Company.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this day
of ,Ur .( f r , 2004.
Notary Public in and for -' LI�k N UKH
the State of�FiXG'S
x Notary Public.
My Camnitr_�:' �
q '
Notary's Printed Name
Page 19
Tax Abatement Agreement between
City of Fort Worth and Kimco Montgomery Plaza,L.P.
Exhibit "A"
City of Fort Worth
Tax Abatement Policy
1. GENERAL PROVISIONS.
I.I. Purpose.
Chapter 312 of the Texas Tax Code allows, but does not obligate or
require, the City to grant a tax abatement on the value added to a particular
property on account of a specific development project that meets the eligibility
requirements set forth in this Policy. In order for the City to participate in tax
abatement, the City is required to establish guidelines and criteria governing tax
abatement agreements. This Policy is intended to set forth those guidelines and
criteria for persons or entities interested in receiving a tax abatement from the
City. This Policy shall expire on June 14, 2006.
1.2. General Eligibility Criteria.
A tax abatement can only be granted to persons or entities eligible for tax
abatement pursuant to Section 312.204(a) of the Texas Tax Code, which persons
or entities as of the effective date of this Policy are (i) the owner of taxable real
property located in a tax abatement reinvestment zone; or (ii) the owner of a
leasehold interest in real property located in a tax abatement reinvestment zone.
Although the City will consider all applications for tax abatement that meet the
eligibility requirements set forth in this Policy, it is especially interested in
development projects that:
• result in the creation of new full-time jobs for Fort Worth Residents and
Central City Residents; and
• are located in the Central City; and
• result in development with little or no additional cost to the City; and
• have a positive impact on Fort Worth Companies and Fort Worth Certified
M/WBE Companies.
1.3. General Exclusions and Limitations.
1.3.1. Lessees of Real Property.
A person or entity seeking tax abatement on real property that is
leased from a third party should be advised that, pursuant to state law, the
City can only abate taxes on the increased value of the taxable leasehold
Exhibit A:Tax Abatement Policy
Page 1 of 12
interest in the real property, if any, and the increase in value of taxable
improvements and tangible personal property located on the real property
and subject to the leasehold interest, if any. Before applying for a tax
abatement from the City, such persons or entities should seek professional
and legal guidance, and may wish to consult with the appraisal district
having jurisdiction over the property in question, as to whether their
development projects will result in a taxable leasehold interest in the
property and, if so, the anticipated value of that leasehold interest.
1.3.2. Property Located in NeiVhborhood Empowerment Zones
"NEZs" .
The City Council has designated certain distressed areas of the
City needing affordable housing, economic development and expanded
public services as NEZs. Notwithstanding anything that may be
interpreted to the contrary, this Policy does not apply to property located
in a NEZ. A person or entity seeking tax abatement on property owned or
leased in a NEZ should refer to the NEZ Policy in Appendix
1.3.3. Property Located in Tax Increment Reinvestment Zones
"TIFs" .
The City Council has designated certain areas of the City as TIFs.
This Policy does apply to property located in a TIF. However, a person or
entity seeking tax abatement on property owned or leased in a TIF should
be advised that state law requires a TIF's board of directors and the
governing bodies of all taxing jurisdictions contributing tax increment
revenue to a TIF to approve a City tax abatement agreement on property
located in that TIF before the agreement can take effect.
1.3.4. Property Located in Enterprise Zones.
The State of Texas has designated certain areas of the City with
high unemployment as enterprise zones. Various economic development
incentives are available to owners of property located in enterprise zones.
In accordance with state law, all property located within an enterprise zone
is automatically designated as a tax abatement reinvestment zone.
However, the City typically designates individual tax abatement
reinvestment zone overlays when it wishes to grant tax abatements on
property located in an enterprise zone.
2. DEFINITIONS.
Capitalized terms used in this Policy but not defined elsewhere shall have the
following meanings:
Exhibit A:Tax Abatement Policy
Page 2 of 12
ti
Abatement or Tax Abatement - A full or partial exemption from ad valorem taxes on
eligible taxable real and personal property located in a Reinvestment Zone for a specified
period on the difference between (i) the amount of increase in the appraised value (as
reflected on the certified tax roll of the appropriate county appraisal district) resulting
from improvements begun after the execution of a written Tax Abatement Agreement and
(ii) the appraised value of such real estate prior to execution of a written Tax Abatement
Agreement (as reflected on the most recent certified tax roll of the appropriate county
appraisal district for the year prior to the date on which the Tax Abatement Agreement
was executed).
Abatement Benefit Term — The period of time specified in a Tax Abatement
Agreement, but not to exceed ten (10) years, that the recipient of a tax abatement may
receive the Abatement.
Abatement Compliance Term — The period of time specified in a Tax Abatement
Agreement during which the recipient of a tax abatement must comply with the
provisions and conditions of the Tax Abatement Agreement and file an annual report
with the City which outlines and documents the extent of the recipient's compliance with
such provisions and conditions.
Capital Investment - Only real property improvements such as, without limitation, new
facilities and structures, site improvements, facility expansion, and facility
modernization. Capital Investment does NOT include (i) land acquisition costs; (ii) any
improvements existing on the property prior to execution of a Tax Abatement
Agreement; or (iii) personal property such as, without limitation, machinery, equipment,
supplies and inventory.
Central City — A geographic area within the City, defined by the City Council and
shown in the map of Exhibit"A"of this Policy.
Central City Resident—An individual whose principle place of residence is at a location
in the Central City.
Commercial/Industrial Development Project — A development project in which a
facility or facilities will be constructed or renovated on property that is or meets the
requirements to be zoned for commercial or industrial use pursuant to the City's Zoning
Ordinance.
CDBG Eligible Area—Any census tract in which fifty-one percent (51%) or more of the
residents in that census tract have low to moderate incomes, as defined by the United
States Department of Housing and Urban Development.
Fort Worth Certified M/WBE Company — A minority or woman-owned business that
has a principal office located within the corporate limits of the City and has received
certification as either a minority business enterprise (MBE) or a woman business
Exhibit A:Tax Abatement Policy
Page 3of12
enterprise (WBE) by the North Texas Central Regional Certification Agency (NCTRCA)
or the Texas Department of Transportation(TxDOT), Highway Division.
Fort Worth Company — A business that has a principal office located within the
corporate limits of the City.
Fort Worth Resident—An individual whose principal place of residence is at a location
within the corporate limits of the City.
Mixed-Use Development Project — A development project in which a facility or
facilities will be constructed or renovated such that (i) at least twenty percent (20%) of
the total gross floor area will be used as residential space and (ii) at least ten percent
(10%) of the total gross floor area will be used for office, restaurant, entertainment and/or
retail sales and service space.
M/WBE Ordinance— City Ordinance No. 15530, as may subsequently be amended, or a
successor ordinance thereto.
Reinvestment Zone — An area designated by the City as a tax abatement reinvestment
zone in accordance with Chapter 312 of the Texas Tax Code.
Residential Development Project — A development project in which a facility or
facilities will be constructed or renovated as multi-family living units on property that is
or meets requirements to be zoned for multi-family or mixed-use pursuant to the City's
Zoning Ordinance.
Supply and Service Expenses — Discretionary expenses incurred as part of normal
business operations on the real property subject to tax abatement, such as, by way of
example only, office supplies,janitorial supplies and professional services.
Tax Abatement Agreement—A written Agreement that the recipient of a tax abatement
must enter into with the City and that outlines the specific terms and conditions
pertaining to and governing the tax abatement.
3. RESIDENTIAL DEVELOPMENT PROJECTS ELIGIBLE FOR TAX
ABATEMENT.
To be eligible for tax abatement under this Policy, a Residential Development
Project must meet all of the criteria set forth in one of the following paragraphs:
3.1. (i) Be located in the Central City; and (ii) Satisfy the Capital Investment
and affordability criteria necessary for a Residential Development Project to be eligible
for tax abatement under the NEZ Policy; and (iii) Meet all of the commitments set forth
in Section 6 of this Policy (Standard Requirements for Residential Development Projects
and Certain Commercial/Industrial and Mixed-Use Development Projects); or
Exhibit A:Tax Abatement Policy
Page 4 of 12
3.2. (i) Be located in a CDBG Eligible Area; and (ii) Have a capital investment
of at least $5 million; and (iii) Cause no greater than 50% of the units be reserved as
affordable housing for persons with incomes at or below eighty percent (80%) of median
family income based on family size (as established and defined by the United States
Department of Housing and Urban Development); and (iv) Meet all of the commitments
set forth in Section 6 of this Policy (Standard Requirements for Residential Development
Projects and Certain Commercial/Industrial and Mixed-Use Development Projects); or
3.3. (i)Be located outside of the Central City; and (ii) Have a capital investment
of at least $5 million; and (iii) Cause no fewer than 20% of the units shall to be reserved
as affordable housing for persons with incomes at or below eighty percent (80%) of
median family income based on family size (as established and defined by the United
States Department of Housing and Urban Development); and (iv) Meet all of the
commitments set forth in Section 6 of this Policy (Standard Requirements for Residential
Development Projects and Certain Commercial/Industrial and Mixed-Use Development
Projects).
In addition, an applicant for a Residential Development Project tax abatement that
includes, in whole or in part, the renovation of one or more existing structures shall
provide, as part of the applicant's Tax Abatement Application, a detailed description and
the estimated costs of the renovations contemplated.
4. COMMERCLAL/INDUSTRIAL DEVELOPMENT PROJECTS ELIGIBLE
FOR TAX ABATEMENT.
To be eligible for tax abatement under this Policy, a Commercial/Industrial
Development Project must meet all of the criteria set forth in one of the following
paragraphs:
4.1. (i) Have a.minimum Capital Investment of$500,000; and (ii) be located in
the Central City or on property immediately adjacent to the major thoroughfares which
serve as boundaries to the Central City, or within a CDBG Eligible Area; and (iii) meet
all of the commitments of Section 6 of this Policy (Standard Requirements for
Residential Development Projects and Certain Commercial/Industrial and Mixed-Use
Development Projects); or
4.2. (i)Have a minimum Capital Investment of$10 million; and (ii) meet all of
the commitments of Section 6 of this Policy (Standard Requirements for Residential
Development Projects and Certain Commercialllndustrial and Mixed-Use Development
Projects); or
4.3. (i)Have a minimum Capital Investment of$100 million; and (ii) satisfy
additional requirements that may be set forth by the City on a project-specific basis.
Exhibit A:Tax Abatement Policy
Page 5 of 12
In addition, an applicant for tax abatement on a Commercial/Industrial
Development Project that includes, in whole or in part, the renovation of one or more
existing structures shall provide, as part of the applicant's Tax Abatement Application, a
detailed description and the estimated costs of the renovations contemplated.
5. MIXED-USE DEVELOPMENT PROJECTS ELIGIBLE FOR TAX
ABATEMENT.
To be eligible for tax abatement under this Policy, a Mixed-Use Development
Project must meet all of the criteria set forth in one of the following paragraphs:
5.1. (i) Have a minimum Capital Investment of$500,000; and (ii) Be located in
the Central City or on property immediately adjacent to the major thoroughfares which
serve as boundaries to the Central City, or within CDBG Eligible Area; and (iii) meet all
of the commitments of Section 6 of this Policy (Standard Requirements for Residential
and Mixed-Use Development Projects and Certain Commercial/Industrial Development
Projects); or
5.2. (i)Have a minimum Capital Investment of$10 million; and (ii)meet all of
the commitments of Section 6 of this Policy (Standard Requirements for Residential and
Mixed-Use Development Projects and Certain Comm ercial/Industrial Development
Projects); or
5.3. (i)Have a minimum Capital Investment of$100 million; and (ii) consist of
multiple land uses, whereby no single land use would comprise greater than 40% of the
project's land area; and (iii) emphasize live/work/play opportunities with multi-modal
access; and, (iv) satisfy additional requirements that may be set forth by the City on a
project-specific basis.
In addition, an applicant for tax abatement on a Mixed-Use Development Project
that includes, in whole or in part, the renovation of one or more existing structures shall
provide, as part of the applicant's Tax Abatement Application, a detailed description and
the estimated costs of the renovations contemplated.
6. STANDARD REQUIREMENTS FOR RESIDENTIAL DEVELOPMENT
PROJECTS AND CERTAIN COMMERCIALIINDUSTRIAL AND
MIXED-USE DEVELOPMENT PROJECTS.
To be eligible for property tax abatement, a Residential Development Project
meeting the requirements set forth in Sections 3.1, 3.2 or 3.3 of this Policy; a
Commercial/Industrial Development Project meeting the requirements set forth in
Sections 4.1 and 4.2 of this Policy; and a Mixed-Use Development Project meeting the
requirements set forth in Sections 5.1 and 5.2 shall meet all of the following
requirements;
Exhibit A:Tax Abatement Policy
Page 6 of t 2
6.1. Commit to provide full-time employment to a set number and/or a
percentage of full-time jobs offered on the real property where the Development is
located to Central City Residents, which commitment will be agreed upon and set forth in
the Tax Abatement Agreement; and
6.2. Commit to provide full-time employment to a set number and/or a
percentage of full-time jobs offered on the real property where the Development is
located to Fort Worth Residents, which commitment will be agreed upon and set forth in
the Tax Abatement Agreement; and
6.3. Commit to spend a set amount or percentage of total construction costs
and annual Supply and Service Expenses with Fort Worth Companies, which
commitment will be agreed upon and set forth in the Tax Abatement Agreement; and
6.4. For the purposes outlined in the City's M/WBE Ordinance, agree, as a
base goal, to undertake a good faith effort to spend at least twenty-five percent (25%) of
total construction costs and at least twenty-five percent (25%) of annual Supply and
Service Expenses with Fort Worth Certified M/WBE Companies, which goal may be
increased or decreased by the City, after consultation with the Minority and Women
Business Enterprise Advisory Committee, considering all applicable factors with regard
to the specific Development Project, including, but not limited to, capacity, quality and
price, and otherwise in accordance with the process applicable pursuant to the City's
M/WBE Ordinance; and
6.5. As part of the base goal established pursuant to Section 6.4 above, commit
to spend a set amount or percentage of total construction costs and annual Supply and
Service Expenses with Fort Worth Certified M/WBE Companies, which commitments
will be agreed upon and set forth in the Tax Abatement Agreement and, if not met, will
serve to reduce the value of Abatement in accordance with specific terms and conditions
of the Tax Abatement Agreement; and
6.6. Commit to file a plan with the City as to how the goals and commitments
for use of Fort Worth Certified M/WBE Companies will be attained and, in order to
demonstrate compliance with that plan, (i) to file monthly reports with the City and the
Minority and Women Business Enterprise Advisory Committee throughout the
construction phase of any improvements required by the Tax Abatement Agreement
reflecting then-current expenditures made with Fort Worth Certified M/VVBE Companies,
and (ii) from the start of the First Compliance Auditing Year (as defined in Section 8)
until expiration of the Tax Abatement Agreement, to file quarterly reports with the City
reflecting then-current expenditures made with Fort Worth Certified MIWBE Companies.
The City Council may, in its sole discretion, require a Commercial/Industrial
Development Project meeting the criteria set forth in Section 4.3 of this Policy and a
Mixed-Use Development Project meeting the criteria set forth in Section 5.3 of this
Policy to satisfy some, all or none of the requirements set forth in this Sectio
Exhibit A:Tax Abatement Policy J �+ �.2 s►.�JL•1.
Page 7 of 12
ti
7. TAX ABATEMENT CALCULATION.
All Tax Abatement Agreements shall require the recipient to construct or cause
construction of specific improvements on the real property that is subject to the
abatement. Failure to construct these specific improvements at the minimum Capital
Investment expenditure and by the deadline established in the Tax Abatement Agreement
shall give the City the right to terminate the Tax Abatement Agreement. The amount of a
particular tax abatement shall be negotiated on a case-by-case basis and specifically set
forth in the Tax Abatement Agreement. The calculation of tax abatement for a
Commercial/Industrial Project that meets the requirements of Section 4.3 of this Policy or
for a Mixed-Use Development Project that meets the requirements of Section 5.3 of this
Policy shall be negotiated on a ease-by-case basis and governed solely by the terms and
conditions of the Tax Abatement Agreement. The calculation of tax abatement for any
other project shall be negotiated on a case-by-case basis,but shall be governed directly in
accordance with the degree to which the recipient meets the four (4) commitments set
forth in Sections 6.1, 6.2, 6.3 and 6.4 of this Policy, which will be outlined in the Tax
Abatement Agreement. A Tax Abatement Agreement may establish a base abatement
that is (i) reduced in accordance with the recipient's failure to meet one or more of such
commitments or (ii) increased in accordance with the recipient's meeting and/or
exceeding one or more of such commitments.
8. TAX ABATEMENT IMPLEMENTATION.
The term of a tax abatement shall be negotiated on a case-by-case basis and
specified in the Tax Abatement Agreement. The City will audit and determine the
recipient's compliance with the terms and conditions of the Tax Abatement Agreement
for a full calendar year prior to the first year in which the tax abatement is available (the
"First Compliance Auditing Year"). The Compliance Auditing Year shall either be the
full calendar year in which a final certificate of occupancy is issued for the improvements
required by the Tax Abatement Agreement for the real property subject to abatement or
the following calendar year, as negotiated and set forth in the Tax Abatement Agreement.
The first tax abatement will be available to the recipient for the tax year following the
Compliance Auditing Year. In other words, the degree to which the recipient meets the
commitments set forth in the Tax Abatement Agreement will determine the percentage of
taxes abated for the following tax year. The City will continue to audit and determine the
recipient's compliance with the terms and conditions of the Tax Abatement Agreement
for each subsequent calendar year, which findings shall govern the percentage of taxes
abated for the following tax year, until expiration of the Tax Abatement Agreement.
Exhibit A:Tax Abatement Policy
Page 8 of 12
9. TAX ABATEMENT APPLICA'T'ION PROCEDURES.
Each tax abatement application shall be processed in accordance with the
following standards and procedures:
9.1. Submission of Application.
If a given development project qualifies for tax abatement pursuant to the
eligibility criteria detailed in Section 4, Section 5 or Section 6 of this Policy, as
the case may be, an applicant for tax abatement must complete and submit a City
of Fort Worth Tax Abatement Application (with required attachments) (the
"Application"). An Application can be obtained from and should be submitted
to the City's Economic and Community Development Department. In order to be
complete, the Application must include documentation that there are no
delinquent property taxes due for the property on which the development project
is to occur.
9.2. Application Fee.
Upon submission of the Application, an applicant must also pay an
application fee. This application fee shall be the lesser amount of(i) one percent
(1%) of the proposed project's Capital Investment and value of personal property
qualifying for Abatement or (ii) $15,000 ("Application Fee"). Regardless of
whether the City ultimately grants the applicant a Tax Abatement, if substantive
construction on the project, as determined by the City in its sole and reasonable
discretion, has been undertaken on the property specified in the application within
one (1) year following the date of its submission, this Application Fee shall be
credited to any permit, impact, inspection or other fee paid by the applicant and
required by the City directly in connection with the proposed project. Otherwise,
the Application Fee shall not be credited or refunded to any party for any reason.
9.3. Application Review and Evaluation.
The Economic and Community Development Department will review an
Application for accuracy and completeness. Once complete, the Economic and
Community Development Department will evaluate an Application based on the
perceived merit and value of the project, including, without limitation, the
following criteria:
• Types and number of new jobs created, including respective wage rates,
and employee benefits packages such as health insurance, day care
provisions, retirement packages, transportation assistance, employer-
sponsored training and education, and any other benefits;
• Percentage of new jobs committed to Fort Worth Residents = __.
Exhibit A:Tax Abatement Policy - r
Page 9of12 �
• Percentage of new jobs committed to Central City Residents;
• Percent of construction contracts committed to (i) Fort Worth Companies
and (ii)Fort Worth Certified M/WBE Companies;
• Percentage of Supply and Service Contract expenses committed to (i) Fort
Worth Companies and(ii)Fort Worth Certified M/WBE Companies;
• Financial viability of the project;
• The project's reasonably projected increase in the value of the tax base;
• Costs to the City(such as infrastructure participation, etc.);
• Remediation of an existing environmental problem on the real property;
• The gender, ethnic background and length of employment of each member
of the applicant's board of directors, governing body or upper
management, as requested by the City; and
• Other items that the City may determine to be relevant with respect to the
project.
Based upon the outcome of the evaluation, the Economic and Community
Development Office will present the Application to the City Council's Central
City Revitalization and Economic Development Committee. In an extraordinary
circumstance, the Economic and Community Development Department may elect
to present the Application to the full City Council without initial input from the
Central City Revitalization and Economic Development Committee.
9.4. Consideration by Council Committee.
The City Council's Central City Revitalization and Economic
Development Committee will consider the Application in an open meeting or, if
circumstances dictate and the law allows, a closed meeting. The Committee may
either (i) recommend approval of the Application, in which case City staff will
incorporate the terms of the Application into a Tax Abatement Agreement for
subsequent consideration by the full City Council with the Central City
Revitalization and Economic Development Committee's recommendation to
approve the Agreement; (ii) request modifications to the Application, in which
case Economic Development Office staff will discuss the suggested modifications
with the applicant and, if the requested modifications are made, resubmit the
modified Application to the Central City Revitalization and Economic
Development Committee for consideration; or (iii) deny to recommend
consideration of the Application by the full City Council.
Exhibit A:Tax Abatement Policy
Page 10 of 12
9.5. Consideration by the City Council.
A Tax Abatement Agreement will only be considered by the City Council
if the applicant has first executed the Tax Abatement Agreement. The City
Council retains sole authority to approve or deny any Tax Abatement Agreement
and is under no obligation to approve any Application or Tax Abatement
Agreement,
10. GENERAL POLICIES AND REQUIREMENTS.
Notwithstanding anything that may be interpreted to the contrary herein, the
following general terms and conditions shall govern this Policy:
10.1. A tax abatement shall not be granted for any development project in which
a building permit application has been filed with the City's Development Department. In
addition, the City will not abate taxes on the value of real or personal property for any
period of time prior to the year of execution of a Tax Abatement Agreement with the
City.
10.2. The applicant for a tax abatement must provide evidence to the City that
demonstrates that a tax abatement is necessary for the financial viability of the
development project proposed.
10.3. In accordance with state law, the City will not abate taxes levied on
inventory, supplies or the existing tax base.
10.4. An applicant for tax abatement shall provide wage rates, employee benefit
information for all positions of employment to be located in any facility covered by the
Application.
10.5. Unless otherwise specified in the Tax Abatement Agreement, the amount
of real property taxes to be abated in a given year shall not exceed one hundred fifty
percent (150%) of the amount of the minimum Capital Investment expenditure required
by the Tax Abatement Agreement for improvements to the real property subject to
abatement multiplied by the City's tax rate in effect for that same year, and the amount of
personal property taxes to be abated in a given year shall not exceed one hundred fifty
percent (150%) of the minimum value of personal property required by the Tax
Abatement Agreement to be located on the real property, if any, subject to abatement
multiplied by the City's tax rate in effect for that same year.
10.6. The owner of real property for which a Tax Abatement has been granted
shall properly maintain the property to assure the long-term economic viability of the
project. In addition, if a citation or citations for City Code violations are issued against a
Exhibit A:Tax Abatement Policy
Page 11 of 12 �
project while a Tax Abatement Agreement is in effect, the amount of the tax abatement
benefit will be subject to reduction, as provided in the Tax Abatement Agreement.
10.7. If the recipient of a tax abatement breaches any of the terms or conditions
of the Tax Abatement Agreement and fails to cure such breach in accordance with the
Tax Abatement Agreement, the City shall have the right to terminate the Tax Abatement
Agreement. In this event, the recipient will be required to pay the City any property taxes
that were abated pursuant to the Tax Abatement Agreement prior to its termination.
10.8. As part of the consideration under all Tax Abatement Agreements, the
City shall have, without limitation, the right to (i) review and verify the applicant's
financial statements and records related to the development project and the abatement in
each year during the term of the Tax Abatement Agreement prior to the granting of a tax
abatement in any given year and (ii) conduct an on-site inspection of the development
project in each year during the term of the Tax Abatement to verify compliance with the
terms and conditions of the Tax Abatement Agreement. Any incidents of non-
compliance will be reported to all taxing units with jurisdiction over the real property
subject to abatement.
10.9. The recipient of a tax abatement may not sell, assign, transfer or otherwise
convey its rights under a Tax Abatement Agreement unless otherwise specified in the
Tax Abatement Agreement. A sale, assignment, lease, transfer or conveyance of the real
property that is subject to the abatement and which is not permitted by the Tax
Abatement Agreement shall constitute a breach of the Tax Abatement Agreement and
may result in termination of the Tax Abatement Agreement and recapture of any taxes
abated after the date on which the breach occurred.
Exhibit A:Tax Abatement Policy
Page 12 of 12
A Resolution
NO`al?(:9\
PROVIDING THAT THE CITY OF FORT WORTH ("CITY") ELECTS TO BE
ELIGIBLE TO PARTICIPATE IN TAX ABATEMENT AUTHORIZED BY CHAPTER
312 OF THE TEXAS TAX CODE AND ESTABLISHING A TAX ABATEMENT
POLICY GOVERNING SUBSEQUENT TAX ABATEMENT AGREEMENTS
WHEREAS, a municipality may enter into tax abatement agreements authorized by
Chapter 312 of the Texas Tax Code ("Code") only if the governing body of the
municipality has previously adopted a resolution stating that the municipality elects to be
eligible to participate in tax abatement and has established guidelines and criteria
governing tax abatement agreements ("Tax Abatement Policy"); and
WHEREAS, pursuant to Code, a Tax Abatement Policy is effective for two (2) years from
the date of its adoption; and
WHEREAS, the City last adopted a tax abatement policy in 2002;
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF FORT WORTH, TEXAS:
1. THAT the City hereby elects to be eligible to participate in tax abatement in
accordance with Chapter 312 of the Code.
1
2. THAT the City hereby adopts the Tax Abatement Policy attached hereto as Exhibit
"A", which constitutes the guidelines, criteria, and procedures governing tax abatement
agreements entered into by the City, to be effective from June 1, 2004 through May 31,
2006, unless earlier amended or repealed by a vote of at least three-fourths (3/4) of the
members of the City Council.
3. THAT this Tax Abatement Policy, as it may subsequently be amended, will expressly
govern all tax abatement agreements entered into by the City during the period in
which such Tax Abatement Policy is in effect.
Jun APPROVED
ADOPTED this h day of MAY 2004. CITY COUNCIL
ATTEST: JUN. 1 20G�
�,tru_r
By: �4,d ) 'L_.-r City of taxi Y?C_t:c .
GUS it Secretary
CITY or FestT 'WouTm
Exhibit"B"
LEGAL DESCRIPTION OF THE DEVELOPMENT PROPERTY
BEING all that certain lot, tract or parcel of land situated in the City of fort Worth, Tarrant
County,Texas, and being a part of Lot 1 in Block 1 of Montgomery Ward & Company Addition,
an addition to the City of fort Worth, Texas, according to the plat thereof recorded in Volume
388-138 at Page 5 of the Plat Records of Tarrant County, Texas, and being more particularly
described by metes and bounds as follows;
COMMENCING at an "x" found in concrete in the East right of way line of Carroll Street (64
foot right of way) for the Northwest corner of said Lot 1 in Block 1 of Montgomery Ward &
Company Addition;
THENCE South 89° 55' 00" East (Bearing Basis is the plat of Montgomery Ward & Company
Addition recorded in Volume 388-138 at Page 5 of the Plat Records of Tarrant County, Texas)
along the North line of said Lot 1 in Block 1 of Montgomery Ward & Company Addition, and
being common to South line of the Weisenberger Addition, an addition to the City of Fort Worth,
Texas, according to the plat thereof recorded in Volume 388-A at Page 120 of the plat Records
of Tarrant County, Texas, for a distance of 576.61 feet to a survey marker nail set for the POINT
OF BEGIlVNING for this tract;
THENCE South 89° 55' 00" East and continuing along the common line of said Lot 1 in Block 1
of the Montgomery Ward & Company Addition for a distance of 842.39 feet to a 1/2" iron rod
found for the Northeast corner of said Lot 1 in Block 1 of the Montgomery Ward & Company
Addition, said point also being in the West right of way line of the St. Louis — San Francisco —
Texas Railroad (125 foot right of way);
THENCE South 22° 07' 45" West along the common line of said Lot 1 in Block 1 of the
Montgomery Ward & Company Addition and the St. Louis—San Francisco—Texas Railroad for
a distance of 2134.15 feet to a p.k. nail found for the Southeast corner of said Lot I in Block 1 of
the Montgomery Ward & Company Addition, said point also being in the North right of way line
of West Seventh Street( 100 foot right of way);
THENCE North 89° 59' 58" West along the common line of Lot 1 in Block 1 of the
Montgomery Ward & Company Addition and West Seventh Street for a distance of 615.07 feet
to a 1/2" iron rod found for the Southwest corner of Lot 1 in Block 1 of the Montgomery Ward &
Company Addition, said point also being in the East right of way line of Carroll Street (64 foot
right of way);
THENCE North along the common line of said Lot 1 in Block 1 of the Montgomery Ward &
Company Addition and the East right of way line of Carroll Street for a distance of 1186.62 feet
to an"X"set in concrete for corner;
Tax Abatement Agreement between
City of Fort Worth and Kimco Montgomery Plaza,L.P.
THENCE East and departing the common line of said Lot 1 in Block 1 of the Montgomery Ward
& Company Addition and the East right of way line of Carroll Street for a distance of 196.75 feet
to a survey marker nail set for corner;
THENCE South for a distance of 285.00 feet to a survey marker nail set for corner;
THENCE East for a distance of 372.18 feet to a point for corner;
THENCE North for a distance of 637.24 feet to a point for corner;
THENCE West for a distance of 16.71 feet to a point for corner,
THENCE North for a distance of 317.00 feet to a survey marker nail set for corner;
THENCE East for a distance of 24.39 feet to a survey marker nail set for corner;
THENCE North for a distance of 122.31 feet to the POINT OF BEGINNING and
CONTAINING 33.5122 ACRES OF LAND, more or less.
Tax Abatement Agreement between
City of Fort Worth and Kimco Montgomery Plaza,L.P. I
Exhibit "C"
3y: Wayne R. Miller, P.C. ; 972 739 8493 ; Jun-29-04 5:40PM; Page 2
dun ,29- 2004 2:58PM ECO&COMM DEV No.0200 P 2
FORT WORTH
City of Fort worth
Incentive Application
'Economic & Community Development Department
1000 Throckmarton Street
Fort Worth, Texas 76102
$17-392-6103
ant By: Mayne R. Miller, P.C. ; 972 739 8493 ; Jun-29-04 5:40PM; Page 3
jun .29. 2004 2 ,5&PM E MCOMM DEV No 08Q0 P 3
Incentive Application
GENExAL IIVF0AHArION
1. Applicant Information:
Company Name KIMCO MONTGOMERY PLAZA, LP
Company Address 16000 DALLAS PKWY, SUITE 300
City, State,Zip Code DALLAS, TF AS 7 5248
Contact Person(include title/position): WAYNE R. MILLER
Telephone Number 972-739-8450 ext.
Mobile Telephone Dumber N/A
Fax Number 972-739-8493
E-mail address: wayne.miller@prodigy.net
2. Project Site Information(if different from above):
Address/Location: 2600 W. 7th Street; Fort Worth, Texas
3. Development requests that will be sought for the project(check all that apply):
A. Replat: N/A
B. Rezoning: N/A Current toning: N/A Requested zoning: N/A
C. Variances: N/A If yes,please describe:___/A
4, Iocentive(s)Regucsted:
8 Tax Abatement(If requested,please answer questions 6 and 7 below)
0 Enterprise Zone Incentives
0 Qualified Business Designation
0 Enterprise Project Designation
9 Reduced Devclopmeut/Permit Fees(excluding water and sewer impact fees)
0 Direct Purr-hone of City-owned Surplus Property
0 Assistance with Workforce Development
E) Enhanced Community Facilities Agreement
8 Industrial Revenue Bond
0 Other N/A
S, Specify all of the policy provisions which establish eligibility for the requested incentive($):
PROJECT EXCEEDS CITY OF FORT WORTH GUIDELINES FOR MINIMUM PRIVATE
INVESTMENT & DEVELOPMENT; PROJECT CREATES JOBS & LOCATED IN CENTRAL CITY
Page 1 of 5
;nt By: Mayne R. Miller, P.C. ; 972 739 8493 ; Jun-29-04 5:40PM; Page 4
Jun 29. 2004 2:52PM ECD&COMM OEV No -08G0 P. 4
6. Do you intend to pursue abatement of:
County Taxes? Kk Ycs ❑ No
7. What Icvel of abatement will you request: Years? ONE Percentage? 100%
PROJECT INFORMATION
For real estate 12r!ajects',please include below the project concept,project benefits and how the project
relates to existing community plans. For business expansion proieets2,please include below services
provided or products manufactured,major customers and locations, etc. For business expansion project
involving the purchase and/or construction of rcal estate,please answer all that apply,
S. Type of Project: Residential X Comtnercial/Industrixl Mixed-use
9. Will this be a relocation? No Yes If yes,where is the company currently
located?
10.Please provide a brief description of the project.
PROJECT WILL CONSIST OF THE REDEVELOPMENT OF THE FORMER MONTGOMERY
WARDS BUILDING & SITE, AND THE DEVELOPMENT OF A NEW RETAIL CENTER
'A read estate project is one that involves the construction or renovation of real property that will be either for leame or for sale.
Any incentives given by the City should be considered onty"gap"financing and should not be considered a substituto for debt
end equity.
2 A buslnoss expansion project involves aminance to a business entity that seeks to expand its existing operations within Fon
Worth.Tho business is in a growth mode seeking working capital,pLmonal property or fixed asset financing.
Page 2 of 5
►iaaostsoc "
nt By: Wayne R. Miller, P.C. ; 972 739 8493 ; Jun-29-04 5:4CPM; Page 5/7
Jun ,29. 2004 2 '58RM ECO&COMM NEV No- 0800 V 5
11. Project Description
A. Real Estate Development
1. Current Assessed Valuation of Land $6,03 7,5301mprovements: $ NIA
2. lNewDevelopmen or Expansion(please circle one):
Size 365,000 sq.ft. Cost of Construction$ 42,500,000
3. - For mixed-use projects,please list square footage for each use
N/A
4, Site Development(parking,fencing,landscaping,etc.):
Type of work to be done NEW UTILITIES, LANDSCAPING, PARKING
Cost of Site Development$ 9,000,000
R_ Pcrgon�li Property& Inventory
1. Personal Property:
• Cost of equipment,machinery,furnishing,etc: N/A
• Purchase or lease'? N/A
Asset life: N/A
Amortization period: N/A
2. Inventory&c Supplies:
• Value of.Inventory$ N/A Supplies S N/A
• Pcrccat of inventory eligible for freeport exemption(inventory,exported from Texas
within 175 days) N/A %
12.Employment and Job Creation:
A. Durinff Construction
l. Anticipated date when construction will start? .__ _ AUGUST 1, 2004
2.How many construction jobs will be created? 302 ANNUALIZED
3_ What is the estimated payroll for these jobs'? $9,420,000 ANNUALIZED
S. From Development
1. I low many persons are currently employed? N/A
2, What percent of current employees Above are Fort Worth residents? N/A %
Paga 3 of S
amoaaUO4
ant By: Wayne R. Miller, P.C. ; 972 739 8493 ; Jun-29-04 5:40PM; Page 6/7
Jun ,29, 2004 2:5SPM ECO&COMM DEV No -0800 P- 6
3. What percent of current ernployecs above are Central City residents? N/A
0/0
4. Please complete the following table for new jobs to be created.
First'Year By Fifth Year $Y Tenth Year
Total Jobs to be Created
265 265 265
Less Transfers* — — —
Net Jobs 265 265 265
%of Net Jobs to be filled by
Fort Worth Rrsidents — — —
%of Net Jobs to be filled by
Central City Residents — —
w if any employees will be transferring,please describe from where they will be transferring.
N/A
Please attach a description of the jabs to be created,tasks to be performed for each, wake rate for each
classification,and a brief description of the employee benefit package(s)offered including the portion
paid by employee and employer respectively. See question 15 for more information.
13.Local Commitments:
A. Durille Construction
1. What percent of the construction costs described in question 11 above will be committed to:
• Fort Worth businesses? 15
Fort Worth Certified Minority and Women Business Enterprises? 15 %
B. For Annual Supmly& Service Needs
Regarding discretionary spl2ply and service expenses'(i.e.landscaping, of lice or manufacturing
supplies,janitorial services, etc.):
1. What is the annual amount of discretionary supply and service cxpenses?S 200,000
2. What percentage will be committed to Fort Worth businesses? 15 %
'Discretionary expenses are those which are incurred during the normal operation of business and which are not subject to a
national purchasing contract
Page 4 of 5
.-C, .sW
Sent By: Wayne R. Miller, P.C. 972 739 8493 ; Jul-6-04 2:01PM1; Page 2/2
Sent By: Wayne R. Miller, P.C. ; 972 739 8493 ; Jun-20-04 5:407Y; Page 7/7
Jun.29. 2004 2:59?M ECOBCORM DEV No,DED P. i
3. What p=ortage will be committed to Fort Worth Certified Nl-i verity and Women Business
Enterprises? 15 °l6
DINCLUSUAES
14_Is any person or firm receiving any form of compensatiou,wmmissloo or outer monetary
benefit Erased on the level of incentive obtained by the applicant frotrt the City of Farr
Werth? if yca,plcasc explain andtor attach detolis.
NO
15.Pleaac provide the followft information as atuehmeuty-
a) Attach it else plan of the pmjoet.
b) Explain why tax Pbatoment is nocsxtaary for the ante-css of thia project. Inciudo x
buAiness pro-forma or voter documtntation to substtntbtto your request.
c) Deseribt any envEranmcntxl impacts assouwod with this project.
d) Describe the infrastrrctura impruyetaents(rrntor,sower,strceks,cte.)thatwLH be
oopstmeted at part of this prol4mt.
e) Describe any direct benefits to the City of Fort Worth as a result of chis project.
1) Attach a legal description or surveyor's certrfcd roctcs & bounds description.
g) Attack a copy of Me matt mccut property tqx atntziment from the Tarnut Appraisal
DiatrivL
h) Attack a description of tke jobs to he created(techWci*a,engineer,manager,ete-)�tasks
to he performed for each,and sumo rate for aac+h dasxifaeution.
i) Attach■briet description of tLv employee beewfu pack ge(s)oacrod(I e.health
insurance,r utkeencat,public transportadon assistatscc,d,►y care prwisivras,ctc.)
iaeluding portion paid by cmplayse and employer respectively,
j) Attach a ptan for the atilkadon of Fort Worth CertUW M/WEE toenpsutias.
k) Att*ch a tistlag of the applkaut"r board of Dirwctora,hteiudJag a notation of gender.
4n banalf ofthc applicant,I c artify the information contained io this application,including all
btiachmcats to be true Rud carnet. 1 fludwr certify Thi on behalf oP the applicant,t have reed the can-ent
Tax Aba2emcnt Palley,the Fort Worth Entorpa3c Zane lnfumation Packet and of all other pertinent City
of Fort Worth policies and I agme to comply with the guidelines and cailotiut stated therein.
WA R, i.L P AAGENT FOR KIMCO ZONTI',i U4 Y LAZA, LP
P n acne < T01%
-71
Signa nau
Ptge 5 of 3 n
ATTACHMENT "A"
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ATTACHMENT "C"
The facility currently poses a looming physical, environmental, and psychological obstacle to
successful community redevelopment and further environmental clean-up. The area, as well as
the project site, was ravaged by a tornado in March 2000. President Clinton designated the area
for federal disaster relief, but severe damage remains unaddressed. Left unabated, the facility's
present environmental state,characterized by presence of asbestos and an abundance of lead-base
paint, and other hazardous substances, would condemn the surrounding community to a future
clouded by the stigma of blight and perceived environmental threat.
ATTACHMENT "D"
On-Site
General Paving, Drainage, &Landscaping
Off-Site
12"Water Line: White Settlement to W. 7`h Street
Signal light at entry on W. 7`h Street
Public Water, Sanitary, & Storm Drain
Restripe 7th St and Carroll Avenue
Sidewalks on 7th and Carroll Avenue
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ATTACHMENT "F"
Developer Parcel — Tract 2
BEING all that certain lot, tract or parcel of land situated in the City of fort Worth,
Tarrant County, Texas, and being a part of Lot 1 in Block 1 of Montgomery Ward &
Company Addition, an addition to the City of fort Worth, Texas, according to the plat
thereof recorded in Volume 388-138 at Page 5 of the Plat Records of Tarrant County,
Texas, and being more particularly described by metes and bounds as follows;
COMMENCING at an "x" found in concrete in the East right of way line of Carroll Street
(64 foot right of way) for the Northwest corner of said Lot 1 in Block 1 of Montgomery
Ward & Company Addition;
THENCE South 890 55' 00" East (Bearing Basis is the plat of Montgomery Ward &
Company Addition recorded in Volume 388-138 at Page 5 of the Plat Records of
Tarrant County, Texas) along the North line of said Lot 1 in Block 1 of Montgomery
Ward & Company Addition, and being common to South line of the Weisenberger
Addition, an addition to the City of Fort Worth, Texas, according to the plat thereof
recorded in Volume 388-A at Page 120 of the plat Records of Tarrant County, Texas, for
a distance of 576.61 feet to a survey marker nail set for the POINT OF BEGINNING for
this tract;
THENCE South 89° 55' 00" East and continuing along the common line of said Lot 1 in
Block 1 of the Montgomery Ward & Company Addition for a distance of 842.39 feet to a
1/2" iron rod found for the Northeast corner of said Lot 1 in Block 1 of the Montgomery
Ward & Company Addition, said point also being in the West right of way line.of the St.
Louis — San Francisco — Texas Railroad (125 foot right of way);
THENCE South 22° 07' 45" West along the common line of said Lot 1 in Block 1 of the
Montgomery Ward & Company Addition and the St. Louis — San Francisco — Texas
Railroad for a distance of 2134.15 feet to a p.k. nail found for the Southeast corner of
said Lot 1 in Block 1 of the Montgomery Ward & Company Addition, said point also
being in the North right of way line of West Seventh Street ( 100 foot right of way);
THENCE North 890 59' 58" West along the common line of Lot 1 in Block 1 of the
Montgomery Ward & Company Addition and West Seventh Street for a distance of
615.07 feet to a 1/2" iron rod found for the Southwest corner of Lot 1 in Block 1 of the
Montgomery Ward & Company Addition, said point also being in the East right of way
line of Carroll Street (64 foot right of way);
THENCE North along the common line of said Lot 1 in Block 1 of the Montgomery
Ward & Company Addition and the East right of way line of Carroll Street for a distance
of 1186.62 feet to an "X" set in concrete for corner;
THENCE East and departing the common line of said Lot 1 in Block 1 of the
Montgomery Ward & Company Addition and the East right of way line of Carroll Street
for a distance of 196.75 feet to a survey marker nail set for corner;
THENCE South for a distance of 285.00 feet to a survey marker nail set,for- rn6r 77r-
THENCE East for a distance of 372.18 feet to a point for corner;
THENCE North for a distance of 637.24 feet to a point for corner;
THENCE West for a distance of 16.71 feet to a point for corner;
THENCE North for a distance of 317.00 feet to a survey marker nail set for corner;
THENCE East for a distance of 24.39 feet to a survey marker nail set for corner;
THENCE North for a distance of 122.31 feet to the POINT OF BEGINNING and
CONTAINING 33.5122 ACRES OF LAND, more or less.
ATTACHMENT "G"
Real Estate Display Page 1 of 1
Home Tarrant Appraisal District
Another Search Real Estate
07/03/2004
Account Number: 01798510
Georefere nce: 26475-1-1
Property Location: 2600 W 7th St, Fort Worth
Owner Information: Kimco Montgomery Plaza Lp,
Attn 3333 New Hyde Park Rd#100
PO Box 5020
New Hyde Park Ny 11042
2 Prior Owner(s)
Legal Description: Montgomery Ward & Co
Blk 1 Lot 1
Taxing Jurisdictions: 026 City of Fort Worth
099 Regional Water District
220 Tarrant County
224 Tarrant County Hospital Dist
225 Tarrant County College Dist
905 Fort Worth ISD
This information is intended for reference only and is subject to change. It may not accurately
reflect the complete status of the account as actually carried in TAD'S database.
Proposed Values for Tax Year 2004
Land Impr 2004 Total** 2003 Total
Market Value $0 $0 $0
Appraised Value* $0 $0 $0 $6,037,530
Approximate Size*** 0
Land Acres 45.4828
Land Sq Ft 1,981,235
*Appraised value may be less than market value due to state-mandated limitations on value Increases
**A zero value Indicates that the property record has not yet been completed for the Indicated tax year
***Rounded
2004 Notice Sent: Protest Deadline:
Exemptions:
Property Data Historic Site
Deed Date: 09/24/2003 Class: 999
Deed Vol: 000000 State Code: F1 Commercial
Deed Page: 0000 Garage Bays: 00
Year Built: 1928 Central Air:
Pct Complete: 100 Central Heat:
TAD Map: 2042 392 Pool: N
MAPSCO: 076B
Agent: None
Link to Business Personal Property MAPQUEST Map
httn•/Annnnn]tars nrn/rlatacaarr•h/ra t4m7Lrrneint-o/7p0/_7Co/7I ARA 1o%rn01_A 1')VO4AnI of 1)noi nA 71A1nA
ATTACHMENT "H"
This project will create a typical list of jobs that is commonly associated with the
development, construction, and operation of$42,500,000 of real estate.
ATTACHMENT "I"
An employer may provide a typical employee benefit package that is commonly
associated with the development, construction, and operation of$42,500,000 of real
estate. No details are available at this time.
ATTACHMENT "J"
A plan for the utilization of Fort Worth Certified M/WBE companies will be provided by
August 10, 2004 to the City of Fort Worth
ATTACHMENT "K"
NOT APPLICABLE
Exhibit"D"
The Land comprises approximately 72.55% of a larger parcel of property that, as
of the execution date of this Agreement, has not been separately replatted. This larger
parcel of property comprises the Land (as described in Exhibit`B")plus the real property
sold or to be sold to Target Corporation (as described in the survey plat that follows),
which comprises the remaining 27.45% of such larger parcel and which will be covered
by a separate Tax Abatement Agreement between the City of port Worth and Target
Corporation.
JUL-b6-2004 05:39 PROPERTY ADMINISTRATION 6127613735 P.23
SURVI=Y PLAT
TO ALL PARTIES INTERESTED IN PREMISES SURVEYED:
This Is to certify that I have, this date, made a careful and accurate survey on the
ground of properties described as follows:
Target Parcel— Tract 1
BEING all that certain lot, tract or parcel of land situated in the City of fort Worth,
Tarrant County, Texas, and being a part of Lot 1 In Block 1 of Montgomery Ward &
Company Addition, an addition to the City of fort Worth, Texas, according to the plat
thereof recorded in Volume 388-138 at Page 5 of the Plat Records of Tarrant County,
Texas, and being more particularly described by metes and bounds as follows;
BEGINNING at an "x" found In concrete in the East right of way line of Carroll Street
(64 foot right of way) for the Northwest comer of said Lot 1 in Block i of Montgomery
Ward S Company Addition;
THENCE= South 890 55' 00" East (Bearing Basis is the plat of Montgomery Ward &
Company Addition recorded In Volume 388-138 at gage 5 of the Plat Records of
Tarrant County, Texas) along the North line of said Lot 1 In Block 1 of Montgomery
Ward & Company Addition, and being common to South line of the Weisenberger
Addition, an addition to the City of fort Worth, Texas, according to the plat thereof
recorded In Volume 388-A at Page 120 of the plat Records of Tarrant County, Texas, for
a distance of 576.61 feet to a survey marker nail set for corner,
THENCE South and departing the North line of said Lot 1 In Block 1 of Montgomery
Ward. & Company Addition for a distance of 122.31 feet to a survey marker nail set for
corner;
THENCE West for a distance of 24,39 feet to a survey marker nail set for corner;
THENCE South for a distance of 317.00 feat to a point for=r; r;
THENCE East for a distance of 16.71 feet to a point for corner,
THENCE South for a distance of 637,24 feet to a point for comer;
THENCE West for a distance of 37218 feet to a survey marker nail set for corner;
THENCE North for a distance of 285.00 feet to a survey marker nail set for comer,
THENCE West for a distance of 196.75 foot to an "x" set in concrete for comer in the
East right of way line of the aforementioned Carroll Street;
THENCE North along the East right of way line of Carroll Street, same being the West
line of the aforesaid Lot 1 in Block 1 of Montgomery Ward & Company Addition, for a
s .�yJ UL—k9b—�lll�4 d5�39 PROPERTY RDM I N I STRAT I ON
6127613735 P.24
d
distance of 792,88 feet to the POINT OF BEGINNING and CONTAINING 12.6789 ACRES
OF LAND, more or loss.
Page 1 of 2
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 7/6/2004
DATE: Tuesday, July 06, 2004
LOG NAME: 17ABATEKIMCO REFERENCE NO.: C-20141
SUBJECT:
Authorize the City Manager to Execute a Tax Abatement Agreement with Kimco Montgomery Plaza,
L.P. Related to the Redevelopment of the Former Montgomery Ward Site
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize the City Manager to execute a Tax Abatement Agreement with Kimco Montgomery Plaza,
L.P. related to the redevelopment of the former Montgomery Ward site (the Property), as part of the
Montgomery Plaza Project; and,
2. Find that the terms and conditions of the Agreement, as outlined below, satisfy the City's Tax
Abatement Policy for qualified commercial/industrial projects located within the Central City and that the
development is consistent with encouraging development of that property, generating economic
development and increasing employment opportunities in the City.
DISCUSSION:
Under the proposed Tax Abatement Agreement, Kimco Montgomery Plaza, L.P. (the Developer) has
committed to (i) invest $42,500,000 in the redevelopment of the property by August 1, 2007 (the Completion
Date); (ii) redevelop the eight-story former Montgomery Ward catalogue building (the Warehouse) which
entails the conversion of the ground floor to approximately 100,000 square feet of retail, the construction on
the second floor of ramp access, structured parking, and the "dry-in" of floors two through eight; and, (iii)
construct or have constructed approximately 165,000 of additional new space on the 45-acre site for
commercial and/or retail use.
In return for the redevelopment of the Property, the City will abate up to 100% of the Developer's increased
real and personal property taxes attributable to the Property. This abatement will be for one (1) year only,
the 2005 tax year, and will compliment a 21-year Economic Development Program Agreement that the City
Council is considering separately. The purpose of the one-year tax abatement is to allow other taxing
jurisdictions to also grant the Developer an abatement of real and personal property taxes assessed by
those jurisdictions. Under state law, a taxing jurisdiction other than a municipality may not grant a tax
abatement on property within a municipality unless the municipality has also granted a tax abatement for
the same property.
In order to obtain the maximum benefit under the agreement, the Developer will be required to spend (i) not
less than twenty-five percent (25%) of its construction hard costs with Fort Worth Companies and (ii) not
less than fifteen percent (15%) of its construction hard costs with Fort Worth Certified M/WBE
companies. In addition, the Developer has committed to spend at least $30,000 in local discretionary funds
for supplies and services with Fort Worth Certified M/WBE companies. The Minority and Women Business
Enterprise Ad Hoc Committee has reviewed and endorsed these commitments.
The actual amount of the abatement will depend upon the extent of how the Developer meets its
construction and construction spending commitments as outlined above and as allocated as follows:
http://www.cfwnet.org/councit_packet/Reports/mc_print.asp 2/25/2008
Page 2 of 2
An amount equal to 65% if the Developer substantially completes at least $42,500,000 in real property
improvements on the site by August 1, 2007. Failure to meet this commitment is an event of default;
An amount equal to 25% if the Developer spends at least 25% of its construction costs on Fort Worth
companies; and
An amount equal to 10% if the Developer spends at least 15% of its construction costs on Fort Worth
Certified M/WBE companies.
However, if the Developer does not meet its service and supply spending commitment, the tax abatement
will be reduced by an amount equal to the product of the number of dollars by which the Developer failed to
spend $30,000 with Fort Worth Certified M/WBE companies for supplies and services provided directly in
connection with the operation of the improvements multiplied by two (2).
The contemplated Montgomery Plaza redevelopment project is consistent with encouraging the overall
redevelopment of the former Montgomery Ward site and generating economic development and increasing
employment opportunities within the City. The project outlined herein qualifies for tax abatement under the
City's Tax Abatement Policy for qualified commercial/industrial projects in the Central City. The Tax
Abatement Agreement is authorized under Chapter 312 of the Texas Tax Code.
The proposed Project is located in COUNCIL DISTRICT 9.
FISCAL INFORMATION/CERTIFICATION:
The Finance Director certifies that this action will require no direct expenditure from the City funds in the
current fiscal year.
TO Fund/Account/Centers FROM Fund/Account/Centers
Submitted for City Manager's Office by: Reid Rector (6140)
Originating Department Head: Tom Higgins (6192)
Additional Information Contact: Christine Maguire (8187)
http://www.cfwnet.org/council_packet/Reports/mc_print.asp 2/25/2008